Thanks to Sinistar over at FITHLan for this tidbit.

I will copy the main post here, in case the site goes down.  Here is the original Thread:  http://www.ataricommunity.com/forums/showthread.php?s=&threadid=360368

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(Alternate) slow Loading, hitch/freeze/lockup and (possible) GPF *SOLUTION*
hey guys  

dunno if this has already been posted but hey..
its worth bringing up again  

lots of people including myself got some trouble with long loading times and insane swapping (well i did) at the start of every match
also small lag like hitches are also pestering ppl.. didnt have this problem in the demo but it appeard in retail


Now for the fun stuff, fixing the problem  
ofcource i cant promise that this will work but it did for me  

right. lets try and fix the loading times first.
w/ standard settings i loaded up torland in just under 2 min on my xp2700+ w/ 512 ddr333 ram.

first of, disable precacheing of playerskins in the settings.
well duh.. everyone alreading knows about that :P but theres more..

exit UT and open up your UT2004.ini file and go to the [ALAudio.ALAudioSubsystem] section.

[ALAudio.ALAudioSubsystem]
UseEAX=False
Use3DSound=True
UseDefaultDriver=False
CompatibilityMode=False
MaxEAXVersion=255
UsePrecache=True <- set to False

w/ these changes made my torland is loaded in just over 30 sec with lots less swapping but we're not done  

in UT2004.ini, head down to the [D3DDrv.D3DRenderDevice] section
find the "UsePrecaching" attribute and set it to False.
do so in the [D3D9Drv.D3D9RenderDevice] to just to be sure

now torland loads in about 10-15 secs  

however as we disable preloading of a buch of stuff these resources will hade to be loaded during gameplay.. this may caue small hitches here and there but i didnt really notice them and they only occur the first time a perticular resource is needed
only change this if you really need to..


and now, the hitches..
they seem to be caused by microsofts speech API witch is used for speech recognition.. some players have noted that hitches are not as frequent in non teamgame matches where you cant yell stuff at the bots (or atleast they dont understand when you do so)

so try disableing speech recognition and possibly text to speech (T2S also uses the Speech API) in the settings menu.
then Restart ut2004.

if you still get hitches open up ut2004.ini and search for:
AvoidHitches
and
CheckForOverflow
and set them to True.

as a last resort, try disableing Vsync
at least if you have a ATI card.
i got some tiny but constantly reoccuring hitches with Vsync enabled..

hope this works for ya.. and if it does, please bump this thread  

EDIT:

a few players have reported that setting the
AvoidHitches and CheckForOverflow attributes stops GPFs from occuring  

so to recap:

open UT2004.ini and search for
"AvoidHitches" and "CheckForOverflow"
and set them them both to True where ever you find them.
then save, close and cross yer fingers  

i myself havent ever got a GPF in ut2004 so i cant confirm that this works but giving it a shot wont hurt